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Hogan Lovells Advises Orbital Sciences Corporation on US$5 Billion Merger of Equals With Alliant Techsystems Inc. (ATK)

16 May 2014

WASHINGTON, D.C. 16 May 2014 – Hogan Lovells advised long-time client Orbital Sciences Corporation in connection with its agreement with Alliant Techsystems Inc. (ATK) to combine Orbital with ATK's Aerospace and Defense (A&D) businesses to create a new company called Orbital ATK, Inc. As part of the transaction, ATK will spin off its Sporting Group, which focuses on commercial sporting equipment, to its stockholders.

Orbital ATK will employ about 13,000 people – including more than 4,300 engineers and scientists and 7,400 production and operations specialists – and serve customers in markets for space launch vehicles and propulsion systems, tactical missiles and defense electronics, satellites and space systems, armament systems and ammunition, and commercial and military aircraft structures and related components.

Mr. David W. Thompson, Orbital's President and Chief Executive Officer, will be President and Chief Executive Officer of the new company; Mr. Blake E. Larson, President of ATK's Aerospace Group, will serve as its Chief Operating Officer; and Mr. Garrett E. Pierce, Orbital's Chief Financial Officer, will hold the same position in the new company. A 16-member Board of Directors will be led by Chairman Gen. Ronald R. Fogleman (U.S. Air Force, ret.) and will include seven directors from ATK’s Board and nine directors from Orbital's Board.

The transaction, which was announced on 29 April, was valued at approximately US$5 billion based on Orbital’s closing stock price on the day prior to announcement. The transaction, which is known as a Morris Trust transaction, is expected to be generally tax free to ATK, Orbital and their respective stockholders. The transaction is expected to close by the end of 2014 and is subject to customary closing conditions, including regulatory approvals and the approval of each of Orbital's and ATK's stockholders.

The Hogan Lovells team was led by Washington, D.C. partners John Beckman and Eve Howard, and D.C. associate Les Reese, with significant contributions by Joseph Connolly (partner, Washington, D.C.), Audrey Reed (partner, Washington, D.C.),  Carine Stoick (partner, Northern Virginia), Peter Trentman (associate, Washington, D.C.), and Scott Rissmiller (associate, Washington, D.C.).  Additional practices groups and lawyers who provided valuable and substantial input and advice include the following:  Tax - Todd Miller (partner, Washington, D.C.), John Montague (associate, Washington, D.C.); Employee Benefits - Carin Carithers (partner, Washington, D.C.), Margaret DeLisser (partner, Washington, D.C.), Kurt Lawson (partner, Washington, D.C.), Meg McIntyre (associate, Washington, D.C.); Environmental - Scott Reisch (partner, Denver), Seaton Thedinger (associate, Denver), Emily Kimball (associate, Washington, D.C.), Tiffany Joye (associate, Denver), Hannah Graae (associate, Washington, D.C.); Antitrust - Joseph Krauss (partner, Washington, D.C.), Meghan Edwards-Ford (associate, Washington, D.C.); Labor and Employment - Paul Skelly (partner, Washington, D.C.), Christine Burke (counsel, Northern Virginia), George Ingham (associate, Northern Virginia); Government Contracts - Michael McGill (partner, Washington, D.C.), Brendan Lill (associate, Washington, D.C.); Export Control - Stephen Propst (partner, Washington, D.C.), Anthony Capabianco (partner, Washington, D.C.), Anne Fisher (associate, Washington, D.C.); and FCPA - Evans Rice (partner, Washington, D.C.), Natalie Sinicrope (associate, Washington, D.C.).

 
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